UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01 Other Events.
As previously disclosed in the Current Report on Form 8-K filed by Intelligent Bio Solutions Inc. (the “Company”) on November 17, 2023, the Company received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) on November 16, 2023, regarding its non-compliance with the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market. The letter notified the Company that its stockholders’ equity, reported at $1,236,558 in the Quarterly Report on Form 10-Q for the period ending September 30, 2023, did not meet the Nasdaq Capital Market’s minimum stockholders’ equity requirement of $2,500,000 for continued listing as per Nasdaq Listing Rule 5550(b)(1). Nasdaq gave the Company until January 2, 2024, to submit a plan to regain compliance with the minimum stockholders’ equity requirement under Nasdaq Listing Rule 5550(b)(1).
On December 15, 2023, the Company submitted a compliance plan to Nasdaq that included a pro forma balance sheet as of October 31, 2023 (the “Balance Sheet”). The Balance Sheet showed that the Company’s stockholders’ equity as of October 31, 2023, was $4,240,629, which was primarily the result of the of a public offering of the Company’s securities that closed on October 4, 2023. The Balance Sheet is attached to this Current Report as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| No. | Description | |
| 99.1 | Pro Forma Balance Sheet as of October 31, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: December 18, 2023 | ||
| INTELLIGENT BIO SOLUTIONS INC. | ||
| By: | /s/ Spiro Sakiris | |
| Name: | Spiro Sakiris | |
| Title: | Chief Financial Officer | |
Exhibit 99.1
Pro Forma Balance Sheet
| October 31, 2023 (Unaudited) |
September 30, 2023 (Unaudited) |
|||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 2,283,403 | $ | 186,401 | ||||
| Accounts receivable, net | 189,279 | 567,510 | ||||||
| Inventories, net | 1,009,410 | 965,091 | ||||||
| Research and development tax incentive receivable | 551,261 | 559,588 | ||||||
| Other current assets | 303,322 | 413,305 | ||||||
| Total current assets | 4,336,675 | 2,691,895 | ||||||
| Property and equipment, net | 553,642 | 664,922 | ||||||
| Operating lease right-of-use assets | 464,071 | 471,532 | ||||||
| Intangible assets, net | 4,770,470 | 4,872,141 | ||||||
| TOTAL ASSETS | $ | 10,124,858 | $ | 8,700,490 | ||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable and accrued expenses | $ | 2,078,866 | $ | 3,628,797 | ||||
| Current portion of operating lease liabilities | 222,652 | 227,414 | ||||||
| Current portion of deferred grant income | 2,299,900 | 2,240,929 | ||||||
| Current employee benefit liabilities | 352,445 | 406,964 | ||||||
| Current portion of notes payable | 352,389 | 341,834 | ||||||
| Total current liabilities | 5,306,252 | 6,845,938 | ||||||
| Employee benefit liabilities, less current portion | 27,251 | 27,732 | ||||||
| Operating lease liabilities, less current portion | 281,421 | 284,028 | ||||||
| Notes payable, less current portion | 269,305 | 306,234 | ||||||
| Total liabilities | 5,884,229 | 7,463,932 | ||||||
| Commitments and contingencies | ||||||||
| Shareholders’ equity: | ||||||||
| Common stock, $0.01 par value, 100,000,000 shares authorized, 8,734,381, 2,330,399 shares issued and outstanding as of October 31, 2023 and September 30, 2023, respectively | 87,344 | 23,304 | ||||||
| Treasury stock, at cost, 1,386 shares as of October 31, 2023, and September 30, 2023, respectively | (14 | ) | (14 | ) | ||||
| Series E preferred stock, $0.01 par value, 10,000,000 shares authorized, 1,556,962 and shares issued and outstanding as of October 31, 2023 and September 30, 2023 respectively | 15,569 | - | ||||||
| Additional paid-in capital | 49,865,318 | 46,158,763 | ||||||
| Accumulated deficit | (45,013,301 | ) | (44,232,777 | ) | ||||
| Accumulated other comprehensive loss | (592,708 | ) | (593,512 | ) | ||||
| Total consolidated Intelligent Bio Solutions Inc. equity | 4,362,208 | 1,355,764 | ||||||
| Non-controlling interest | (121,579 | ) | (119,206 | ) | ||||
| Total shareholders’ equity | 4,240,629 | 1,236,558 | ||||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 10,124,858 | $ | 8,700,490 | ||||